The Amazing Spider-Girl 3
by OptimusPhillip
Summary: It is the final installment of Amazing Spider-Girl, but it is going to be worth the wait, because there's tragedy, drama and comedy all wrapped up in one nice little package. Mayday Parker's personal life is falling apart thanks to Spider-Girl, and not only does the daughter of the Vulture show up as Raptor, but she's also being tempted by the Black Tarantula, can she resist?
1. Chapter 1

May Parker, or Mayday as her friends called her, was busy studying for a college exam with her roommate, Felicity Hardy, when they suddenly heard police sirens. A normal college student would've ignored the sirens and just continued studying, but Mayday and Felicity were a bit different. They had special duties outside of keeping up with their grades and socializing with their friends, using special talents to help people in a way only they can, for they are Spider-Girl and the Scarlet Spider, respectively. They got up and ran out the door.

When they arrived at OsCorp Tower, much sooner than a normal human thanks to their enhanced speed, they went into the elevator. They did a retinal scan and the elevator went down to a secret level, below even the basement. When the door opened, it revealed a room filled with technology. There was a computer in the corner, a case containing web cartridges, some spare web shooters, even a large rack where genetically altered spiders made biocable webs for extra refills. This was the secret lair that May's long-time boyfriend and billionaire industrialist Norman 'Normie' Osborn II built for her. They entered some rooms and swung out the back as Spider-Girl and Scarlet Spider and swung through the city, following the disturbance.

Meanwhile, Brenda Toomes sat alone in her room. She lived with her father, Adrian, who was formerly the criminal Vulture, but she might as well have been living alone, for he never paid any attention to her, almost as though he forgot she existed during the ten years or so he spent in prison. This neglect has negatively influenced her life; she has no social life, she completely disregards authority, and she still has slight scars on her left wrist from when she was fifteen. She looked around her room. There were pictures of her and her mother, but none of them after she was five years old, drawings of dinosaurs and birds, but she felt incomplete, like the smallest thing in her father's life. All she wanted was to feel loved, but that would never happen unless her father acted like he loved her.

"One of these days," she kept saying, "he'll notice me." But the more she said it, the more she doubted it. She knew that nothing she could do could change the fact that he didn't love her. Suddenly she caught sight of a drawing she'd made when she was six of a cross between a velociraptor and a condor.

"Perfect." she said.


	2. Chapter 2

Mayday was almost finished studying for this big science test when she suddenly heard something on the police radio.

"All units," it said, "robbery in progress at the corner of 53rd and JFK. Suspect using some sort of flight technology."

"Felicity," said May, "did you hear that?"

"Yeah." said Felicity, "Let's move." They ran to their hideout, suited up, and swung to the bank in question.

When they arrived, they saw a girl in a harness very similar to Vulture's carrying bags of money with her feet.

"Spider-Girl." she said, "I expected you'd show up." She fired some of her 'feathers' out of her wings, one of which nicked Scarlet Spider in the arm.

"Nothing inexplicably major." said Scarlet Spider.

"Is that the best you've got, bird-girl?" said Spider-Girl, "Bladed feathers?"

"First, it's Raptor," said the winged villainess, "and second, there's way more than that came from." She pulled a couple guns out from the holsters on her hips and sprayed acid at the duo. They dodged and Spider-Girl fired web balls at Raptor. Once she was sufficiently distracted, Spider-Girl swung up to Raptor's back.

"Dad taught me a thing or two about Vulture," said Spider-Girl as she took a spider-shaped device out of her belt, "and he said that this always works." She attached the device to Raptor and she started to spin out, but suddenly the harness resumed normal flight.

"How the hell?" she said.

"I learned a thing or two from my father as well." said Raptor, "and I know all about that trick." She flipped over and dropped Spider-Girl into the street.

"Of course," she said when she noticed all the cars, "it's rush hour." However she was still able to get out of there with minimal injury. Raptor landed in front of her.  
>"The inverter didn't work because I'd modified the harness' landing inverter so that if an external force inverted the polarity-"<p>

"It would correct for that." finished Spider-Girl, "You're a clever one."

"Flattery will get you nowhere, Spider-Girl." She fired more feathers at her, but she dodged them. Spider-Girl jumped on Raptor and tore some electrical stuff out of the harness, allowing the police to take her.

That night a man in a black suit watched the news coverage of the Spider-Girl and Raptor battle.

"They are quite formidable, both of them." he said, "I could use people like them on my side. Donnie, Tony, see to it that this Raptor gets recruited."  
>"Yes, Black Tarantula." said two goons before they headed off.<p>

"Soon enough, Spider-Girl," he said, "You'll be mine."


	3. Chapter 3

Raptor struck again at the Federal Reserve bank. Spider-Girl and Scarlet Spider had heard about this on a police radio and had gone after her. When they arrived, they saw Raptor with a bag of cash in each hand and in each talon.

"Drop the bags, Raptor." said Spider-Girl.

"No." she said, "You'll have to pry them from my razor-sharp talons."

"We can do that," said Scarlet Spider, "all we have to do is avoid the sharp edges." Suddenly two thugs in black costumes showed up and threw a gas grenade on the ground. Everyone was knocked out except for the thugs and Raptor, who had a fold down gas filter in her helmet.

"Thanks, guys." said Raptor, "Remind me to pay you back."

"There's only one thing you need to do to repay us." said one of them.

"What is that?"

"Come with us, our boss has a proposal for you."

"Tell you what, I'll go with you, but that doesn't necessarily mean I'll agree to this proposal."

"Very well." With that, the thugs led Raptor to their destination.

When they arrived, Raptor saw a man in a black body suit, not too dissimilar to the thugs' suits, but this one had spiders on the back and chest as well, and there were a bunch of white lines all over it.

"Greetings, Raptor." he said, "I am the Black Tarantula."

"What do you want?" said Raptor.

"Just your services to my criminal empire. You are clearly a powerful fighter and could prove useful to us."

"Why should I help you?"

"Because I can help you in return." he paused, "I can provide you with everything you need to impress your father."

"How do you know about that?"

"I can hear it in your voice. The way you say everything in a very monotone voice tells me there's something that has troubled you since childhood. The way you've been committing crimes almost every other day implies that you're trying to compensate for something. Your bird motif implies a strong connection with Vulture, most likely a father-daughter relationship, but seeing as how you're depressed and trying to make up for something, I'd say that it's an estranged relationship. He pays no attention to you, and you feel unloved, so you're trying to impress him by picking up his old tricks."

"You're quite the clever one, Black Tarantula."

"I can provide you with assets, equipment, everything you'll need to pull off the crime of the century. You'd be willing to do that to impress your father, wouldn't you?"

"Yeah."

"Who were those guys?" Felicity asked as she sat on the ledge of the Empire State University building.  
>"They had spiders on the back of their gloves," said Mayday, "and their masks had four lenses."<p>

"Any hits yet?"

May looked at her watch, which was very similar to the Samsung Galaxy Gear watch, "Nothing." she said. When she exited the search program, she caught sight of the time, "We're late for class!"

"Again? Dammit, we've got to hurry." They jumped down from the roof, not necessarily caring who saw them.

That would prove a bad idea, for a man in that same sort of attire had seen them.

"Black Tarantula," he said into an intercom, "I have some intel on the identity of Spider-Girl."

"Excellent, Will." said the man over the intercom, "Report back immediately."


	4. Chapter 4

Spider-Girl was out on patrol when she saw Raptor patrolling the skies.

"Felicity," said Spider-Girl into her wrist-phone, "I've spotted Raptor."

"I'm a little busy stopping a mugging here," said Scarlet Spider, "but if you need me–"

"No. No crime is unimportant, I can handle Raptor, you take care of the mugging."

"Copy." Scarlet Spider said before hanging up. Spider-Girl then went after Raptor.

"Whatever you're up too, Raptor," she said, "forget it."

"What makes you think I'm up to something?" said Raptor.

"Aren't you?"

"No. I might be my new boss's top enforcer, but today I'm just a courier pigeon. In fact, he told me to bring a message to you." She reached down to her leg and removed a small tube. She threw it to Spider-Girl and flew away. Spider-Girl reluctantly opened the tube and read the message inside.

"Spider-Girl," it said, "I have a proposal for you, one that I am almost certain you'll be interested in. Call this number for details.

Signed, the Black Tarantula"

Later that day, Mayday reluctantly called the number on the note.

"I've been expecting your call, Spider-Girl." said the voice on the other end.

"What do you want?" said May.

"Your services to my cause."

"Why would I want to join you?"

"Because if you do, you won't have to worry about your double life weighing you down. No May Parker to get in the way, only Spider-Girl."

"How do you know who I am?"

"I have my ways. Now what do you say?" May was silent, "Think about it." Black Tarantula hung up, and May was silent.

"You're not seriously considering his offer, aren't you?" said Felicity, who was in the same room.

"Well, he does make a persuasive argument." said Mayday.

"He's trying to recruit you into his crime ring. That goes against your's and your father's ideals. It's wrong."

"Big talk from a bastard."

"Don't you bring that into this."

"Don't bring my father into this. I'm my own woman, I can do what I want, and maybe I want that kind of life."

"What are you saying?"

"Okay the crime thing is a bit of a turnoff, but think about it, no personal life with which my superheroics can interfere."

"Also no superhero life, only a supervillain life. Is that what you want?"

"I'll tell you what I want, I want you to leave me alone."

"Fine. Join Black Tarantula. Be a supervillain if that's what you want. See if I care." Felicity left, a small tear in her eye.


	5. Chapter 5

Normie was busy trying to help his medical science department with an antivenom for venomous spiders over the phone when he got a call from Felicity.

"What is it?" he said, "My medical science staff needs me to help work out bugs in an antivenom."

"I'm worried about May." said Felicity.

"Must be important, you're using her real name. What is it?"

"Come over to our dorm room within the next hour. I'll hopefully be able to explain it before she gets back from calculus."

Normie did get to Felicity's and May's dorm in ten minutes. When he arrived, the TV was paused during a news story and Felicity was holding a tablet computer.

"You need to see this." she said before unpausing the TV. It showed an armored car being unloaded of its contents: diamonds, rubies, sapphires, and emeralds in golden accessories. Suddenly Raptor swooped down and swiped all the jewelry, without a sound. The narrator mentioned Spider-Girl's surprising absence from the scene. Felicity turned the TV off.

"So? She missed one crime; I don't see the big deal." Felicity only handed the tablet to Normie, with a paused video on the Daily Bugle website. He unpaused it and suddenly a skyscraper building burst into flame.

"People died in that arson fire," said Felicity, "because the fire department couldn't reach them and the only girl who could wasn't there. And before you say it's not that big a deal, look at the newest post on the Daily Bugle Tumblr." Normie went into the address bar and entered " .com" and the first post on the page that appeared said "Spider-Girl Lets Innocent Couple Get Mugged to Death." The article read that a newlywed couple was enjoying an evening stroll when a mugger showed up. The couple couldn't fight the thug off and Spider-Girl didn't show up to stop it, so the couple died. The article also mentioned that the woman was pregnant for a couple weeks.

"Okay," said Normie, "she missed a lot of crimes. Why do you think that it's such a big problem?"

"All these crimes are linked. Look at all of them and find it." Normie reviewed the news footage, video, and article. Eventually he spotted a link: the new symbol on Raptor's helmet, the initial fire, and shape cut into the man's arm were all the same shape: a stylized spider resembling a tarantula.

"Okay," he said, "I get the link and I get that it concerns you, but could I get a specific reason why this has you concerned?"

"Look at this message she got from Black Tarantula." Normie looked at the slip of paper Felicity gave him. It didn't take him long to find that same spider on the bottom corner.

"He's trying to recruit her to his cause," she continued, "and she seriously is interested to the point where she doesn't want to interfere with his crimes for fear of being rejected."

"She needs help." said Normie.

"Exactly, the trouble is she won't accept my help, and I don't even think that she'd accept your help." Suddenly they heard the doorknob turning.  
>"Looks like we're about to find out." Normie said before opening the door, "May. I saw the thing on the news, about Raptor."<p>

"Why does everyone think it's a bad thing that I didn't stop that one crime?" she said.

"It's not just that, I also saw about the arson fire and mugging that you didn't stop."

"Why can't I catch a break for missing three crimes?"  
>"I also saw that message, and the symbol that was on it and at all the crimes, and I can tell that you're being tempted by this Tarantula guy, but trust me, you can't do this."<p>

"I don't need to take this." May stormed out the door.

"I told you she wouldn't accept your help." said Felicity.

"At least I tried." said Normie, "You gotta give me that."

"It'll take more than trying. We'll have to do everything in our power to make sure this guy doesn't steer her away from herself."


	6. Chapter 6

"Normie," said Felicity into her watch phone, "I just heard that American Son was nearly killed by a member of the Black Tarantula gang."

"_Really?_" said Normie's voice over the phone.

"Yeah, I'm gonna e-mail you the new Daily Bugle Tumblr post." She switched to her web browser and said "Copy URL." She then switched to her e-mail, and said "Paste.", and then she said "Send to Normie." She then switched back to the call, "Did you get it?"

"_Yeah, I see it. Good thing he inherited his father's toxin resistance. But that doesn't change the fact that May is in danger._" Suddenly an alarm went off at an antiques store.

"Gotta go." said Felicity, "Emergency."

"_I'll prep the Spider-Cave._" said Normie. Felicity hung up and swung through the alleyways until she reached OsCorp. However, when she tried using the retinal scanner, she was denied access.

"Normie," said Felicity into her watch, "did you only program the retinal scanner to read May's eyes?"

"_No,_" said Normie, "_I programmed it to work with both of you. Is it not working?_"

"I was wondering why May started taking that programming class. Now it makes sense."

"_Don't worry; I'll just reprogram it to accept your eyes again._" However, Normie seemed to be having very little success, "_She deleted your retinal profile. I'll have to override it and send you down there immediately._" However Felicity suddenly received an e-mail notification about a new Daily Bugle post, teasing a post stating that the antiques store was successfully robbed.

"Never mind, Normie. The robbery is over. The thief got away."

"_Damn. Well, as long as you're there, why don't we get your retinas scanned again._"

"I'd like that, so we don't get a repeat of this." The scanner scanned Felicity's eyes, and then Felicity called another person.

"_You've reached the Parker residents,_" said Peter Parker's voice on the other end, "_please leave a message at the beep._" The phone beeped.

"Peter," she said, "it's Felicity. I'm calling about May. She hasn't been herself since she got a message from Black Tarantula. She's refused to stop crimes committed by his gang, she's tried to prevent me from stopping them, she's moved off campus, she's even disconnected her phone. I'm really worried about her. Call when you get this message. Bye." Felicity exited the elevator and walked out of OsCorp Tower, thinking only about May and what sort of danger she's in.


	7. Chapter 7

It was the middle of the night. May looked at the note Black Tarantula gave her and refamiliarised herself with the number. She called it again and recognized his voice from the moment he said "Hello, Spider-Girl. I take it you have considered my offer."

"Yes, Black Tarantula." said May, "I have. And I am quite interested."

"Excellent, and call me Fabian."

"Okay, Fabian."

"So you're accepting the offer?"

"Not entirely sure, but I think I might."

"Well, when you make your final decision, meet me in person. My HQ is at the old zoo on the Bronx."

"Got that. Goodbye, Fabian."

"Goodbye, Mayday." May hung up and crashed into bed.

The next day, May went to the zoo and met Black Tarantula.

"Greetings, Spider-Girl." he said, "We have an assignment for you, but first we'd like to present you with your new uniform." He opened a wardrobe revealing a black and white version of her suit with the same symbol on the chest as was on the message.

She swung through the city, basking in her newfound freedom, making her way to a jewelry store. She shattered the window with web balls and web slung the precious gems into a web sack she made. Suddenly Scarlet Spider landed behind her with a new partner at her side. He rode a glider made to look like a hawk and wore medieval style armor. She immediately recognized it as Normie. She webbed them both to the ground, however.

"You really thought you could stand a chance against me?" she said, "Normie, you don't even have powers. Without that armor, you're useless. And Felicity, you may be a powerful fighter, but I taught you everything you know!" She pulled support columns out from the overhang under which she pinned her adversaries, causing it to collapse on top of them.

Mayday woke back up in her bed. She looked at her watch. It was 12:51 AM the day after she called Black Tarantula again.

"It was all a horrible dream." she said to herself, "Thank God. But that could've really happened. I can't join him. I can't!"


	8. Chapter 8

May Parker went down to the zoo to meet Black Tarantula and tell him about her refusal. On her way through the halls, she looked over at Raptor.

When she entered Black Tarantula's quarters, she saw him in the flesh. He was wearing a black body suit without sleeves, metal wrist guards over his deep purple gloves, and he had a spider emblem on his mask. From the way he stared at her through his blue contacts, it was obvious that he was expecting her.

"Mayday." he said, "Sit down." he gestured towards the seat next to him.

"Thank you, Fabian." she said.  
>"I see you've accepted my generous proposal."<p>

"Actually, Fabian, I've come to tell you that I can't do it."

"Are you sure? I can give you everything you ever wanted; I can even strip you of your troublesome double-life."

"Believe me, I want what you're offering more than anything, but I just can't abandon either of my lives. And if I join you, I'd be abandoning both. The world needs Spider-Girl, and my friends need Mayday Parker."

"Very well, then." Black Tarantula deployed a gun barrel from his gauntlet.

"What are you doing?" said May.

"Did you seriously think that I was interested in you?" he said, "I only tried to recruit you because I can't let anyone get in my way of expanding my empire and I didn't want to waste any of this highly concentrated tarantula venom. It's expensive to make, you know. If you were a less formidable foe, I might've just done this sooner, but since you are quite a powerful person, I thought you could be of some use, but since you won't join, I guess I'll just take you down right here, right now."

"You're trying to kill a girl who has the agility of a spider with a projectile weapon?"

"You are agile, but I am accurate and intelligent. I can hit a moving target from a mile away." he fired some darts at her, but she started moving before they hit her. He fired off more shots, all of them missing, but still getting closer. Eventually, one did hit her in the side. She pulled it out, but it still stung. She jumped down and punched and kicked Tarantula, but she started to feel weaker. She then resorted to exclusive use of web shooters. However, even that took some out of her.

"It takes superhuman strength to fire those off, doesn't it?" said Black Tarantula, "The more you exert yourself, the more vulnerable you become to the venom. Give it up, Spider-Girl, you've lost and you're going to die." Black Tarantula laughed maniacally as May felt her life drain from her body.


	9. Chapter 9

May lay motionless as Black Tarantula stood before her.

"I wish things could've worked out, but since they won't, I'm going to give you one last choice. You can die a slow, agonizing death from the venom, or..." he pulled out a pistol and put it against her head, "you could let me shoot you in the head and die a quick and theoretically painless death." May really wanted to get it over with, but she knew that Normie would be able to engineer an antivenom, and even if he couldn't, at least she'd go out with all of her friends beside her.

"Let the venom do its thing." she said.

"Suit yourself." Black Tarantula threw the gun on the ground, "I'd have chosen that fate for you, too."

"But she's not going to die!" said a voice from outside the window. Black Tarantula looked up and saw Scarlet Spider through the window. She broke through, swung down and kicked Black Tarantula in the face.

"How did you find me?" he said.

"Mayday and I both have Loopt on our phones." said Scarlet Spider. She reached out a hand to May, but when she picked her up, Raptor swooped down from the ceiling.

"Excellent, Raptor." said Black Tarantula, "Destroy them."

Raptor looked down at Black Tarantula, breathed in deeply, and said "No."

"What?"

"I said no. My criminal days are over."

"What do you mean?"

"I met her when entering the zoo." said May, "We talked some and she revealed why she was doing what she was doing. I told her that she didn't need to do this to prove herself to her father."

"She was right." said Raptor, "I called Dad and told him how I felt. He apologized, explained himself, and we reconciled. I quit." She fired feather missiles at Black Tarantula, and when he was down, she landed on him, claws extended. She stepped on his chest, and Black Tarantula was no more.

"I thought you taught her the error of her ways." said Scarlet Spider.

"She's still on the road to recovery." said May, "But yes, Raptor, that was wrong."

"Stop calling me Raptor." said Raptor, "The name's Brenda. Brenda Toomes."

"Okay." said May before collapsing on the ground.

"What is it?" said Scarlet Spider.

"The venom Black Tarantula injected into me."

"She needs medical help ASAP. But I don't think web-swinging can get her to OsCorp in time."

"I know of a faster mode of transportation." said Brenda.

Brenda carried May and Scarlet Spider to OsCorp Tower within a half-hour.

"Normie," said Scarlet Spider, "May needs immediate medical attention. She's been injected with some sort of toxin."

"Get her on the medical bay, now." said Normie. He took a blood sample from May and put it under a microscope.

"Interesting." he said, "It seems to be a highly concentrated form of the toxin found in tarantula venom."

"Isn't that harmless?" asked Felicity.

"In the concentration found in nature, yes, however this is so highly concentrated a single drop can kill you in an hour."

"Don't you have an antivenom for spider venom?"

"Yes, but not concentrated enough for this concentration of tarantula venom. Unless... GET 10 GALLONS OF SPIDER ANTIVENOM INTO THE FLASH OVEN NOW!" Some doctors put gallons of a liquid substance into a large chamber and sealed it. Normie pushed a button on it and there was a flash. When they opened the chamber the jugs were a quarter full of multicolored powders.

"Get the antibody clusters out of there, as much as you can." The scientists gathered the red powder from all the jugs and presented them to Normie, who placed them in a gel capsule and placed it in the now unconscious May's mouth. They got it to go down her throat, but there was no change in her vitals. Normie, Brenda and Felicity sat around her and watched the ECG, praying for even the slightest change. However, cruel fate handed them the worst change they could've ever asked for; a decrease. They sat in awe as May flat lined.


	10. Chapter 10

Everyone present was feeling a great deal of emotion as they looked at May Gwendolyn Parker's seemingly dead body. Felicity was furious at the now dead Black Tarantula for bringing this upon her, Brenda was angry at herself for not getting her to OsCorp in time, and Normie simply wept for his lost love. It wasn't long before May's parents, Peter and Mary Jane, arrived to confirm their worst fears.

"It's my fault." said Mary Jane, "I was too permissive of this."

"It's not your fault, MJ." said Peter, who knelt at May's bedside holding her hand, "She knew the risks of being a superhero, as did I. There's no one to blame but the killer. I just wish I could've apologized for holding her back so long." Suddenly the viewer hears a Spider-Sense going off, followed by a minute spike on the ECG line.

"Guys," said Normie, "look at the ECG." They all looked and saw the spike. Eventually the spikes got higher, one millivolt at a time. Felicity looked over at May and saw her chest rising and falling.

"She's breathing!" she said. Peter felt May slowly take his hand.

Softly, she said "Dad."

"May." he said.

"I forgive you, for holding me back so long."

"We thought you'd died." said Brenda, "It's good to see that you're alive."

"Looks like the antibodies worked after all." said Normie.

"It's weird." said May, "I was just lying here in cardiac arrest, thinking I was going to die, when suddenly it felt like my Spider-Sense was telling me 'You can't die now, there's still so much you have to do,' and just like that, I subconsciously fought off the venom until the antibodies took effect."

"While you did pull through," said Normie, "I think you should still stay in our care until we're sure you've fully recovered."

"Sure beats dying, right?" joked May.

_That's my story._ narrated May as she swung through the city, _It's a tough life being Spider-Girl, but it's worth it for the best thrills imaginable and the help I give to the people of this fair city. But I'll bet you're wondering where things go from here. Well, after college I took a job at Horizon Labs, a division of OsCorp Industries. Felicity and I continued to room together past college, until I married Normie and moved in with him. Benjy didn't turn out half bad either. He didn't develop powers, but he did become co-owner of OsCorp with Normie's nephew. After doing her time and getting released early for good behavior, Brenda became a really good schoolteacher. In short, we all lived happily ever after._

**THE END**


End file.
